Tenon Medical (TNON) S-1IPO registration

Filed: 7 Jun 23, 4:31pm

Exhibit 107

Calculation of Filing Fee Tables

S-1
(Form Type)

Tenon Medical, Inc.
(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered and Carry Forward Securities

	Security Type	Security Class Title	Fee Calculation or Carry Forward Rule	Amount Registered		Proposed Maximum Offering Price Per Unit		Maximum Aggregate Offering Price(1)			Fee Rate		Amount of Registration Fee		Carry Forward Form Type		Carry Forward File Number		Carry Forward Initial Effective Date		Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward
Newly Registered Securities
Fees to be Paid	Equity	Units(3)	457(o)		—		—		15,000,000	(2)(4)	$	0.00011020	$	1,653
Fees to be Paid	Equity	Common stock, $0.001 par value per share, included in the Units	457(g)		—		—		—	(5)		—		—
Fees to be Paid	Equity	Warrants included in the Units(7)	457(g)		—		—		—	(5)		—		—
Fees to be Paid	Equity	Pre-Funded Units(9)	457(o)		—		—		—	(2)(4)		—		—
Fees to be Paid	Equity	Pre-Funded Warrants included in the Pre-Funded Units(8)	457(g)		—		—		—	(6)		—		—
Fees to be Paid	Equity	Warrants included in the Pre-Funded Units(7)	457(g)		—		—		—	(6)		—		—
Fees to be Paid	Equity	Common stock underlying the Pre-Funded Warrants(4)	457(g)		—		—		—			—		—
Fees to be Paid	Equity	Common stock underlying the Warrants	457(g)		—		—		30,000,000	(2)	$	0.00011020	$	3,306
Fees Previously Paid	—	—	—		—		—		—			—		—

Carry Forward Securities
Carry Forward Securities	—	—	—		—		—		—			—		—		—		—		—		—
Total Offering Amounts								$	45,000,000				$	4,959
Total Fees Previously Paid														—
Total Fee Offset														—
Net Fee Due													$	4,959

(1)

Pursuant to Rule 416, the securities being registered hereunder include such indeterminate number of additional securities as may be issued after the date hereof as a result of stock splits, stock dividends or similar transactions.

(2)

Calculated pursuant to Rule 457(o) on the basis of the maximum aggregate offering price of all of the securities to be registered.

(3)

Each Unit consists of one share of common stock and two Warrants with each warrant having the right to purchase one share of common stock.

(4)

The proposed maximum aggregate offering price of the Units proposed to be sold in the offering will be reduced on a dollar-for-dollar basis based on the sum of offering price and the exercise price of any Pre-Funded Units offered and sold in the offering, and the proposed maximum aggregate offering price of the Pre-Funded Units to be sold in the offering will be reduced on a dollar-for-dollar basis based on the offering price of any Units sold in the offering. Accordingly, the proposed maximum aggregate offering price of the Units and Pre-Funded Units (including the shares of common stock issuable upon exercise of the Pre-funded Warrants), if any, is $15,000,000.

	(5)	Included in the price of the Units. No separate registration fee required pursuant to Rule 457(g) under the Securities Act of 1933, as amended.

	(6)	Included in the price of the Pre-Funded Units. No separate registration fee required pursuant to Rule 457(g) under the Securities Act of 1933, as amended.

(7)

The Warrants are exercisable at a price per share equal to 100% of the Unit offering price.

	(8)	The Pre-Funded Warrants are exercisable at an exercise price of $0.001 per share.

	(9)	Each Pre-Funded Units consists of one Pre-Funded Warrant to purchase one share of common stock and two Warrants with each warrant having the right to purchase one share of common stock.

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